Disruption fuels opportunity in dealmaking. In 2025, Canada’s M&A landscape confronted a historic trade war, tariff shocks, and geopolitical upheaval, yet dealmakers refused to retreat. Total deal value soared to US$118 billion beyond 2024 on slightly fewer transactions, driven by large-cap opportunities in infrastructure, energy, and critical minerals.
Some analysts warned the turbulence would prove too severe. Washington’s sweeping tariffs on Canadian goods triggered retaliatory measures and shook cross-border confidence. Amendments to the Investment Canada Act sharpened regulatory scrutiny, and valuation gaps widened as buyers negotiated harder. Many deals demanded creative structuring to close.
Despite these headwinds, the market showed remarkable strength. Transaction value reached US$131 billion in the third quarter, the strongest three-month period since the fourth quarter of 2020, according to S&P Global Market Intelligence. Canada’s surge mirrored a powerful global trend, with Bloomberg data showing worldwide M&A value hitting a near-record US$3.6 trillion, 38 percent above 2024. GDP growth of 1.7 percent reinforced the economy’s underlying resilience.
Canada continues to produce bold strategies and skilled dealmakers. The transactions recognized in this year’s Awards of Excellence reflect that strength, showcasing the conviction and foresight required to close transformative deals in one of the most complex environments in recent memory.
This year, Lexpert has named 20 deals across five categories (capital markets, infrastructure and project financing, insolvency and restructuring, mid-market deals, and M&A deal of the year) as Excellence Awardees, selected from dozens of submissions submitted by legal professionals across Canada.
The next step is for the shortlisted Excellence Awardee deals to be presented to a panel of judges, who will choose a final winner in each category. Excellence Awardees for all categories, including non-deals, will be honoured and winners announced at an in-person gala on May 5 at the Metro Toronto Convention Centre.
Here are this year’s Excellence Awardees. Good luck to all.
Canadian Law Awards
Selecting this year’s Excellence Awardees involved a rigorous, expert-informed process. The Canadian Law Awards editorial and research teams reviewed all the submissions and consulted third-party information to identify each category’s standouts. A large, independent external judging panel will judge these shortlisted submissions, scoring them against these criteria: the financial value of the deal; the degree to which it advanced legal and financial techniques and structures; how it spanned jurisdictions, practice areas, and industries; and whether the deal involved groundbreaking original legal strategies and structures. By aggregating the judges’ scores, a process independently verified by PwC in an audit, a final winner will be chosen in each category. Winners will be announced at an in-person event on May 5. Visit lawawards.ca for information about how to attend the gala event.
CAPITAL MARKETS DEAL OF THE YEAR
The Excellence Awardees in the capital markets category reflect the breadth and ambition of Canada’s financing landscape in 2025. From landmark Indigenous energy investments to sovereign green bonds and transformative acquisition financing, these transactions demonstrate how legal professionals continue to push the boundaries of deal structuring in a complex, shifting market environment.
One of the groundbreaking transactions in this category is the Stonlasec8 Indigenous Alliance’s $736 million investment in Enbridge’s Westcoast natural gas pipeline system. The deal gives the Stonlasec8 partnership, representing 38 First Nations in British Columbia, a 12.5 percent equity interest in a system spanning British Columbia and Alberta that has operated within First Nations territories for over 65 years. The investment was financed through two concurrent offerings: $336 million of senior secured amortizing bonds rated A (Stable) by DBRS Morningstar, and $400 million of guaranteed bonds backed by the Canada Indigenous Loan Guarantee Corporation (CILGC), the first and largest guarantee ever issued under the program, earning a AAA (Stable) rating. The transaction represents the largest Indigenous participation in energy infrastructure by the number of participating First Nations. Boughton Law Corporation acted as legal counsel to Stonlasec8. McCarthy Tétrault LLP served as counsel to Enbridge. Stikeman Elliott LLP, led by Leland Corbett, acted for Canada Development Investment Corporation. Dentons Canada LLP, led by Bill Jenkins, acted for Royal Bank of Canada, RBC Capital Markets, Scotia Capital Inc., and Cedar Leaf Capital Inc. Fasken Martineau DuMoulin LLP advised TD Securities.
Also earning recognition is the National Bank of Canada’s $1.04 billion public offering and concurrent private placement of subscription receipts, a critical capital raise supporting its $5.6 billion acquisition of Canadian Western Bank, the third-largest domestic banking transaction in Canadian history. National Bank issued 9,262,500 subscription receipts at $112.30 each through a bought-deal public offering led by National Bank Financial, alongside a concurrent $500 million private placement with an affiliate of La Caisse de dépôt et placement du Québec. The dual-track structure allowed proceeds to be held in escrow until the acquisition closed on February 3, 2025, when the receipts automatically converted into common shares, preserving National Bank’s CET1 ratio above 12.75 percent. McCarthy Tétrault, led by Patrick Boucher, served as lead counsel to National Bank, while Torys LLP, led by Glen Johnson, acted as lead counsel to the syndicate of dealers. Fasken provided counsel to La Caisse on the private placement.
Another significant transaction is His Majesty in Right of Canada’s $4.5 billion issuance of green bonds in 2025, comprising $3.5 billion of 7-year Series C green bonds and $1 billion of Series D green bonds, the latter representing Canada’s first-ever 30-year sovereign green bond. Notably, Canada became the first sovereign borrower to issue a green bond explicitly including nuclear energy expenditures under its Green Bond Framework, requiring original legal analysis to classify nuclear energy within eligible green categories and reconcile domestic policy objectives with international ESG standards. The bonds were offered across Canada and to qualified institutional buyers in the United States under Rule 144A. McMillan LLP, led by Eric Friedman and Sandra Zhao, served as the sole outside legal advisor to the Government of Canada.
Another Excellence Awardee is Keyera Corp.’s approximately $5 billion in equity and debt financings to fund its $5.15 billion cash acquisition of substantially all of Plains Midstream Canada’s natural gas liquids business. The financing package included a $2.07 billion bought deal offering of subscription receipts, $2.3 billion in senior unsecured notes across four series, and $500 million in subordinated hybrid notes. The bought-deal structure ensured Keyera had committed financing sufficient to enter the acquisition agreement without a financing condition, as required by the seller. The deal constitutes one of the largest energy infrastructure financings in recent Canadian history, significantly expanding Keyera’s midstream footprint across the country. Norton Rose Fulbright Canada LLP, led by Kirk Litvenenko, served as counsel to Keyera, while Osler, Hoskin & Harcourt LLP, led by Dan Shea and Jessica Mayers, acted for RBC Capital Markets.
These capital markets transactions collectively showcase the ingenuity and depth of Canada’s legal and financial professionals, from advancing economic reconciliation and sustainable finance to executing transformative energy infrastructure deals in a year defined by disruption.
CANADIAN LAW FIRM INVOLVEMENT (CLIENT)
Stonlasec8 Alliance’s $736 million investment in Enbridge’s Westcoast pipeline
Boughton Law Corporation (for Stonlasec8)
Dentons Canada LLP (for Royal Bank of Canada, RBC Capital Markets, Scotia Capital Inc., and Cedar Leaf Capital Inc.)
Fasken Martineau DuMoulin LLP (for TD Securities Inc.)
McCarthy Tétrault LLP (for Enbridge)
Stikeman Elliott LLP (for Canada Development Investment Corporation (CDEV))
National Bank of Canada’s $1.04 billion public offering and concurrent private placement
Fasken Martineau DuMoulin LLP (for La Caisse)
McCarthy Tétrault LLP (for National Bank of Canada)
Torys LLP (for syndicate of dealers, led by National Bank Financial)
His Majesty in Right of Canada’s $4.5 billion issuance of green bonds
McMillan LLP (for the Government of Canada)
Keyera Plains’ $5 billion acquisition equity and debt financings
Norton Rose Fulbright Canada LLP (for Keyera Corp.)
Osler, Hoskin & Harcourt LLP (for RBC Capital Markets)
INFRASTRUCTURE & PROJECTS DEAL OF THE YEAR
The Excellence Awardees in the infrastructure and projects category highlight the innovative legal and financial structuring required to execute some of the most complex and transformative projects in Canada. From global infrastructure acquisitions and landmark healthcare facilities to major transit expansion and toll-road ownership realignment, these deals reflect the essential role of strategic investment in advancing critical infrastructure.
One of the notable transactions is BCI’s £1 billion ($1.9 billion) take-private acquisition of BBGI Global Infrastructure, a leading LSE-listed infrastructure investment company based in Luxembourg. The deal, which closed in June 2025, gave BCI full ownership of a portfolio spanning more than 56 transportation and social infrastructure projects across Canada, the United States, the United Kingdom, Germany, the Netherlands, Norway, and Australia, including 16 Canadian projects across seven provinces and one territory. The acquisition marks BCI’s first take-private as sole investor, and Bennett Jones LLP, led by Mia Bacic, developed novel frameworks to assess regulatory overlap across large-scale public-private infrastructure portfolios where little Canadian precedent existed. McMillan, which was led by Candy Saga, and Norton Rose Fulbright Canada LLP also advised BBGI on the transaction.
The largest healthcare infrastructure transaction in Canadian history, Trillium Health Partners’ $13.9 billion hospital redevelopment project, reached financial close in July 2025. The project encompasses the design, construction, financing, and maintenance of the Peter Gilgan Mississauga Hospital and Shah Family Hospital for Women and Children, featuring one of the largest emergency departments in the country, with completion targeted for 2033. The deal was delivered using a progressive design-build-finance-maintain (DBFM) model, the first of its kind for healthcare in Ontario, introducing a collaborative development phase for design, pricing, and risk allocation before contract execution. McCarthy Tétrault LLP took a lead role in conceptualizing the DBFM model as counsel to Infrastructure Ontario and Trillium Health Partners. Borden Ladner Gervais LLP, led by Nick Pasquino, represented Trillium Health Partners, while Osler, led by Chris Bennett, advised the EllisDon, PCL, Plenary Americas, and Fengate consortium. Stikeman Elliott, led by Jamie Templeton, acted for the designated lenders and debt arrangers, and Trillium Health Partners’ in-house legal team, Nicole Vaz and Amanda MacNaughton, guided the project from the hospital’s side.
A major public transit milestone, the $5.7 billion Scarborough subway extension target price agreement marks the first Progressive Design-Build transit project to reach contract award in Ontario and the first target price agreement in the province’s transit asset class. Signed in January 2025, the agreement between Metrolinx and Scarborough Transit Connect, a consortium of Aecon and FCC of Spain, covers the stations, rail, and systems contract for a fully underground 7.8-kilometre extension of the TTC’s Line 2 Bloor-Danforth, adding three new stations. The project forms part of Ontario’s $70 billion transit investment, the largest transit expansion in Canadian history. The phased procurement approach, awarding the advance tunnel contract separately from the stations, rail, and systems work, demonstrates innovative project segmentation to manage risk across distinct workstreams. Davies Ward Phillips & Vineberg LLP acted for Scarborough Transit Connect, while McCarthy Tétrault served as counsel to Infrastructure Ontario and Metrolinx.
Another Excellence Awardee is CPP Investments’ 407 ETR deal, involving two interrelated transactions that closed concurrently in June 2025. CPP Investments sold a 7.51 percent stake in the 407 Express Toll Route to PSP Investments, while simultaneously partnering with Ferrovial SE to acquire a combined 6.76 percent stake from AtkinsRéalis. As the only counterparty common to both transactions, CPP Investments required innovative structuring, with mirrored provisions and shared closing conditions ensuring neither deal could close independently. Updated governance arrangements for 407 ETR had to be negotiated at signing, but were drafted to take effect only upon closing. Stikeman Elliott, led by Sean Vanderpol, and McCarthy Tétrault served as counsel to CPP Investments. Blake, Cassels & Graydon LLP, led by Philippe Bourassa, advised PSP Investments, while Osler, led by Chris Bennett, acted for Ferrovial.
These infrastructure transactions demonstrate the depth of expertise within Canada’s legal community, showcasing creative structuring that supports economic growth, public services, and nation-building infrastructure.
CANADIAN LAW FIRM INVOLVEMENT (CLIENT)
BCI’s £1 billion take-private acquisition of BBGI Global Infrastructure
Bennett Jones LLP (for BCI)
McMillan LLP (for BBGI Global Infrastructure)
Norton Rose Fulbright Canada LLP (for BBGI Global Infrastructure)
Trillium Health Partners $13.9 billion hospital redevelopment project
Borden Ladner Gervais LLP (for Trillium Health Partners)
McCarthy Tétrault LLP (for the project owner entities)
Osler, Hoskin & Harcourt LLP (for EllisDon Capital, PCL Investments, Plenary Americas, and Fengate Capital Management)
Stikeman Elliott LLP (for EllisDon/PCL/Plenary/Fengate consortium)
Metrolinx $5.7 billion Scarborough subway extension target price agreement
Davies Ward Phillips & Vineberg LLP (for Scarborough Transit Connect)
McCarthy Tétrault LLP (for Infrastructure Ontario and Metrolinx)
CPP Investments’ 407 ETR deal
Blake, Cassels & Graydon LLP (for PSP Investments)
McCarthy Tétrault LLP (for CPP Investments)
Osler, Hoskin & Harcourt LLP (for Ferrovial)
Stikeman Elliott LLP (for CPP Investments)
INSOLVENCY AND RESTRUCTURING DEAL OF THE YEAR
The insolvency and restructuring category in 2025 reflects a year of landmark proceedings that tested the outer limits of Canadian restructuring law. From the resolution of decades-long tobacco litigation to cross-border battery recycling restructurings and retail wind-downs, these deals highlight the legal and financial expertise required to navigate complex insolvencies, protect creditor interests, and preserve enterprise value.
One of the significant restructurings of the year is the Canadian tobacco industry’s resolution under the CCAA, producing a historic $32.5 billion settlement of all tobacco-related liabilities in Canada, the largest in Canadian history. Imperial Tobacco, Rothmans Benson & Hedges, and JTI-Macdonald had entered CCAA protection in March 2019, collectively facing approximately $1 trillion in asserted claims dating back to the 1950s, including provincial and territorial healthcare cost-recovery claims, a Quebec class action judgment exceeding $13 billion, and numerous other proceedings. Over six years, approximately 25 parties with divergent interests engaged in a complex mediation. The resulting CCAA plans, unanimously approved by affected creditors in December 2024 and sanctioned in March 2025, will see approximately $24 billion paid over two decades to provinces and territories, more than $4 billion to Quebec class action plaintiffs, $2.5 billion to other Canadian smokers, and over $1 billion to a newly created research foundation. The plans introduced groundbreaking elements, including compensation based on future earnings, a 20-year implementation period with continuing monitor oversight, and the imposition of non-consensual plans over objecting debtors, an issue never previously addressed in Canadian jurisprudence.
Blake, Cassels & Graydon LLP, led by Linc Rogers and Pamela Huff, acted for Deloitte Restructuring, and Cassels Brock & Blackwell LLP acted for Ernst & Young in its capacity as court-appointed monitor and CCAA plan administrator for Rothmans, Benson & Hedges Inc (RBH). Davies Ward Phillips & Vineberg LLP acted for FTI Consulting. McCarthy Tétrault, led by Jamey Gage, represented RBH. Osler, led by Marc Wasserman, acted for Imperial Tobacco. Thornton Grout Finnigan LLP represented JTI-Macdonald, Torys acted for JT Canada LLC Inc. and PricewaterhouseCoopers as receiver, and Bennett Jones, led by Michael Eizenga, represented a consortium of provincial and territorial governments. Brett Harrison and Tushara Weerasooriya from McMillan LLP also advised in this deal, and Gowling WLG, led by Clifton Prophet, acted for Philip Morris International.
Another major proceeding is Li-Cycle Holdings’ CCAA restructuring, involving a global lithium-ion battery recycling company once valued at more than US$1.6 billion. Li-Cycle faced severe challenges, including a 99 percent decline in its share price, cash constraints, and significant litigation. Through CCAA proceedings in Canada and recognition under Chapter 15 in the Southern District of New York, the company secured DIP financing, stayed claims, and conducted a sale process with a stalking-horse bid. Glencore Canada ultimately acquired the majority of Li-Cycle’s North American assets and its European parent through a credit bid and the assumption of significant liabilities. The recognition decision is now a leading case on centre-of-main-interest analysis for US operating entities within a foreign-headquartered group. McCarthy Tétrault, led by Heather Meredith and Fraser Bourne, served as lead counsel to Li-Cycle. Osler, led by Michael De Lellis and Martino Calvaruso, acted for monitor Alvarez & Marsal. Torys, led by Scott Bomhoff, represented Glencore Canada, and Stikeman Elliott also advised Li-Cycle. McMillan, led by Wael Rostom, acted as co-counsel with Quinn Emanuel Urquhart & Sullivan LLP for MasTec in asserting and proving its priority lien and cure cost claims, and in negotiating a settlement with Glencore as the successful bidder under the SISP.
Nordstrom Canada’s CCAA proceedings facilitated the orderly exit of the US fashion retailer from the Canadian market. The Nordstrom Canada entities operated 13 flagship stores in prominent malls across Ontario, British Columbia, and Alberta. The CCAA process oversaw the liquidation of merchandise, the closure of concessions operated by international luxury brands, and the resolution of landlord claims. The entities filed a plan of arrangement that creditors unanimously approved, delivering 80 percent recovery to unsecured creditors in just over one year from filing, a proceeding now widely regarded as a benchmark for retail liquidations in Canada. Osler, led by Tracy Sandler, served as lead counsel to Nordstrom Canada. Goodmans LLP, led by Brendan O’Neill and Bradley Wiffen, acted for monitor Alvarez & Marsal, and Torys, led by David Bish and Scott Bomhoff, represented major landlords including Cadillac Fairview and First Capital REIT.
Another Excellence Awardee is Flow Beverage Corp’s receivership and cross-border reverse vesting order, a precedent-setting restructuring of a publicly listed Canadian beverage manufacturer, co-packer, and distributor with operations in Canada and the US. Following three unsuccessful sale processes and a secured lending position in the tens of millions of dollars, the court-appointed receiver, assisted by counsel, implemented a novel hybrid transaction that combined a Canadian reverse vesting order within a receivership with a partial strict foreclosure for the US subsidiary. This structure preserved critical regulatory licenses, including provincial water extraction and federal excise permits, maintained supplier and customer relationships, and kept the business operating as a going concern. The court-approved outcome safeguarded more than 150 jobs, maximized recovery for secured creditors while leaving unsecured creditors no worse off than in a liquidation scenario, and expanded Canadian jurisprudence on the flexible use of RVOs in cross-border insolvency proceedings. Miller Thomson LLP acted as lead counsel.
These landmark restructurings demonstrate the depth of expertise in Canada’s insolvency sector, showcasing how legal professionals collaborate to protect businesses, safeguard creditor interests, and drive resolutions in an ever-evolving landscape.
CANADIAN LAW FIRM INVOLVEMENT (CLIENT)
Li-Cycle Holdings’ CCAA proceedings
McCarthy Tétrault LLP (for Li-Cycle)
McMillan LLP (for MasTec)
Osler, Hoskin & Harcourt LLP (for Alvarez & Marsal Canada)
Stikeman Elliott LLP (for Li-Cycle)
Torys LLP (for Glencore Canada)
Nordstrom Canada’s CCAA proceedings
Blaney McMurtry LLP
Camelino Galessiere LLP
Cassels Brock & Blackwell LLP
Chaitons LLP
Fasken Martineau DuMoulin LLP
Goodmans LLP (for Alvarez & Marsal Canada)
Osler, Hoskin & Harcourt LLP (for Nordstrom Canada)
Thornton Grout Finnigan LLP
Torys LLP (for The Cadillac Fairview Corporation Limited and First Capital REIT)
Ursel Phillips Fellows Hopkinson LLP
Flow Beverage Corp.’s receivership and cross-border RVO
Miller Thomson LLP
Canadian Tobacco’s restructuring under the CCAA
Bennett Jones LLP (for a consortium of six provincial and three territorial governments)
Blake, Cassels & Graydon LLP (for Deloitte Restructuring)
Cassels Brock & Blackwell LLP (for Ernst & Young)
Chaitons LLP
Davies Ward Phillips & Vineberg LLP (for FTI Consulting)
Gowling WLG (for Philip Morris International)
Jensen Shawa Solomon Duguid Hawkes LLP
Klein Lawyers LLP
McCarthy Tétrault LLP (for Rothmans, Benson & Hedges)
McMillan LLP
Osler, Hoskin & Harcourt LLP (for Imperial Tobacco)
Roebothan McKay Marshall
Strosberg Wingfield Sasso LLP
Stikeman Elliott LLP
Thornton Grout Finnigan LLP (for JTI-Macdonald)
Torys LLP (for JT Canada LLC Inc. and for PricewaterhouseCoopers)
Wagners Law Firm
MID-MARKET DEAL OF THE YEAR
The mid-market category in 2025 showcases the sophistication and complexity that characterize transactions in this space, where creative deal structuring and multi-party coordination are often as demanding as those seen in the largest deals. These two Excellence Awardees reflect the diversity of mid-market activity, spanning cross-border real estate privatizations and transformative media-sector transactions.
A notable transaction is Morgan Properties’ $491 million all-cash acquisition of Dream Residential REIT, a rare and complex cross-border privatization involving a Canadian-listed entity that exclusively owned US assets. Dream Residential REIT held a portfolio of 15 garden-style multi-residential properties comprising 3,300 units across Texas, Ohio, Kentucky, and Oklahoma. Unitholders received US$10.80 per unit, representing a 60 percent premium over the pre-announcement closing price.
The transaction proceeded via a plan of arrangement under Ontario’s Business Corporations Act, requiring dual-class unit-holder approvals: a two-thirds supermajority of Trust Unit and Class B Unit holders voting together, and a separate simple majority excluding Dream Unlimited, Pauls Corp. and their affiliates to address conflicts arising from their roles as both external asset managers and unitholders. The consideration was bifurcated into a US$3.40 special distribution and a US$7.40 redemption amount, and the longstanding asset management agreements with Dream Unlimited and Pauls Corp. were terminated with a US$7 million separation payment approved by independent trustees.
Osler, led by Alex Gorka, acted as lead Canadian counsel to Dream Residential REIT. Goodmans, led by Jon Feldman and Brenda Gosselin, advised the special committee of independent trustees. Stikeman Elliott, led by John Ciardullo, served as Canadian counsel to Morgan Properties.
Blue Ant Media’s go-public reverse takeover of Boat Rocker Media, with concurrent management buyout and carve-out transactions, valued at approximately $170 million in aggregate, is also an Excellence Awardee. The transaction comprised three integrated, cross-conditional components executed simultaneously: a management buyout of Boat Rocker’s studios business by IDJCo, a company controlled by Boat Rocker co-founders Ivan Schneeberg, David Fortier and John Young; the sale of Boat Rocker’s interest in The Initial Group to Fairfax Financial Holdings; and a reverse takeover by Blue Ant of Boat Rocker, completed via a statutory plan of arrangement under the Canada Business Corporations Act.
Post-transaction, Blue Ant shareholders hold approximately 73.5 percent and former Boat Rocker shareholders 26.5 percent of the resulting public company, Blue Ant Media Corporation, now listed on the Toronto Stock Exchange with a market capitalization exceeding $175 million. The deal involved the reorganization of more than 125 production companies. It required a sophisticated multi-class share structure to balance public-market requirements with Canadian control rules under the Broadcasting Act. The transaction also required multiple related-party approvals, including a majority-of-minority vote under Multilateral Instrument 61-101, formal valuations, and a fairness opinion from Scotia Capital.
Fairfax Financial provided a $20 million equity backstop and a value assurance commitment of up to $34.7 million, while BMO supported the combined entity with a $155 million credit facility. Bennett Jones, led by Gary Solway, Kris Hanc, and Angela Blake, served as lead counsel to Blue Ant. Stikeman Elliott, led by Simon Romano, acted as lead counsel to Boat Rocker. Goodmans, led by Robert Vaux, advised the Boat Rocker special committee. Osler, led by Emmanuel Pressman and Kai Sheffield, represented IDJCo. Torys acted as lead counsel to Fairfax Financial, and Dentons, led by Valerie Cross and Jim Russell, advised BMO on the credit facility.
These mid-market transactions demonstrate that deal complexity is not determined solely by size, showcasing the precision, creativity, and coordination required to execute sophisticated transactions in Canada’s dynamic mid-market.
CANADIAN LAW FIRM INVOLVEMENT (CLIENT)
Morgan Properties’ $491 million acquisition of Dream Residential REIT
Goodmans LLP (for the special committee of Dream Residential)
Osler, Hoskin & Harcourt LLP (for Dream Residential)
Stikeman Elliott LLP (for Morgan Properties)
Blue Ant’s go-public reverse takeover transaction of Boat Rocker
Bennett Jones LLP (for Blue Ant)
Dentons Canada LLP (for Bank of Montreal)
Goodmans LLP (for Boat Rocker special committee)
Norton Rose Fulbright Canada LLP
Osler, Hoskin & Harcourt LLP (for IDJCo)
Stikeman Elliott LLP (for Boat Rocker)
Torys LLP (for Fairfax Financial)
M&A DEAL OF THE YEAR
The M&A Deal of the Year category features some of the largest and most strategically significant transactions in Canada, spanning energy consolidation, renewable energy, mining royalties, security-sector recapitalizations, and cross-border fuel distribution. These deals reflect the expertise required to navigate hostile bid dynamics, regulatory complexity, and multi-billion-dollar structuring in a year shaped by tariff uncertainty.
The largest deal is Whitecap Resources’ $15 billion merger with Veren, creating Canada’s seventh-largest oil and gas producer and the largest landholder in Alberta’s Montney and Duvernay regions. Negotiated at the height of US-imposed tariff uncertainty, the deal kick-started a wave of energy M&A. Blakes, led by Chad Schneider, acted for the Veren special committee. Norton Rose Fulbright Canada LLP, led by Justin Ferrara, served as counsel to Veren, and Burnet, Duckworth & Palmer LLP, with Jeff Oke as counsel, advised Whitecap.
Parkland Corporation’s $13 billion sale to Sunoco LP was among the most complex cross-border energy transactions of the year. Negotiated during a heated proxy contest with a significant shareholder, the arrangement agreement included a takeover bid toggle to prevent any single shareholder from blocking the deal. Parkland shareholders received consideration through SunocoCorp LLC, a newly created publicly traded Delaware entity. The transaction required bespoke public-interest commitments relating to Canadian employment and continued investment in assets, including the Burnaby refinery. Torys served as lead counsel for Parkland’s special committee. Norton Rose Fulbright acted for Parkland, and Stikeman Elliott, led by John Ciardullo, represented Sunoco. McCarthy Tétrault, led by Jason Gudofsky, advised Parkland Corporation on filings under the Competition Act and the Investment Canada Act.
La Caisse’s $10.2 billion acquisition of Innergex Renewable Energy, the largest equity investment in La Caisse’s history, saw all outstanding common shares acquired at $13.75 per share and all preferred shares at $25 per share, with approximately 20 percent of invested capital syndicated to institutional co-investors, including Investissement Quebec, Desjardins Global Asset Management, and 14 Swiss institutions. The deal required retiring preferred shares and convertible debentures, repaying corporate-level debt, and structuring a management incentive plan using a carried-interest-style formula rarely seen in Canadian public company transactions. Fasken acted for La Caisse, McCarthy Tétrault served as counsel to Innergex, Norton Rose Fulbright Canada advised the Innergex special committee, and Osler, led by Niko Veilleux, acted for the Innergex management group. Vincent Frenette led the Borden Ladner Gervais LLP team as counsel to the Toronto-Dominion Bank, and Blakes, led by Julien Michaud, advised Investissement Quebec.
The contest for MEG Energy produced one of the year’s most dramatic takeover battles. Strathcona Resources launched a $6 billion hostile bid in May 2025, culminating in a friendly arrangement with Cenovus Energy. After multiple amendments and a six-month battle, the $8.6 billion transaction closed at $30 per share, a 47 percent premium and the highest valuation ever paid for a pure-play oil sands producer. The deal featured novel techniques, including Cenovus voting MEG shares acquired after the record date, an asset transaction with Strathcona to secure its support, and a voluntary majority-of-minority vote. Burnet, Duckworth & Palmer, with Grant A. Zawalsky, served as counsel to MEG, while Norton Rose Fulbright Canada, led by Justin E. Ferrara, advised the special committee. McCarthy Tétrault served as counsel to Cenovus with a team led by John Piasta. Blakes, led by Kevin Kerr and Olga Kary, represented Strathcona, with Torys as counsel to the special committee of independent directors. Borden Ladner Gervais, led by Colin Cameron-Vendrig and Tim McCormick, acted for BMO. Osler, led by Alex Gorka and Manny Pressman, acted for RBC and Goldman Sachs.
GardaWorld’s $14 billion recapitalization stands as the largest ever completed in Canada. The transaction resulted in founder Stephan Cretier and 90 members of senior management collectively holding approximately 70 percent of the company, with HPS Investment Partners, Oak Hill Advisors, and other institutional investors holding the remaining equity alongside BC Partners. The deal included the amendment and issuance of PIK Notes totalling approximately US$1.7 billion and required a multi-phase tax plan comprising approximately 20 sequential steps. Langlois Lawyers LLP, led by Pierre-Hubert Seguin, served as lead counsel. Stikeman Elliott, led by Jeff Hershenfield, acted for HPS, and Osler, led by Shahir Guindi and Hugo-Pierre Gagnon, advised BC Partners.
Royal Gold’s $5 billion acquisition of Sandstorm Gold and Horizon Copper was structured as two separate, inter-conditional plans of arrangement under British Columbia’s Business Corporations Act, a rare concurrent structure with limited Canadian precedent. The share-for-share exchange for Sandstorm and the cash acquisition of Horizon required navigating governance challenges arising from Sandstorm’s approximately 30 percent stake in Horizon and overlapping management teams. McCarthy Tétrault, led by Roger Taplin, acted as lead Canadian counsel to Royal Gold. Cassels represented Sandstorm. Gowling WLG, led by Kathleen Ritchie, advised Horizon Copper, and Blakes, led by Susan Tomaine, represented the special committee. Fasken served as counsel for the special committee of Sandstorm.
These transactions set benchmarks for Canadian dealmaking, demonstrating the evolving complexity of corporate acquisitions, energy consolidations, and cross-border structuring in a dynamic market.
CANADIAN LAW FIRM INVOLVEMENT (CLIENT)
Royal Gold’s $5 billion acquisition of Sandstorm Gold and Horizon
Copper Blake, Cassels & Graydon LLP (for the special committee of Horizon Copper)
Borden Ladner Gervais LLP (for National Bank Financial Inc)
Cassels Brock & Blackwell LLP (for Sandstorm Gold)
Fasken Martineau DuMoulin LLP (for the special committee of Sandstorm Gold)
Gowling WLG (for Horizon Copper)
McCarthy Tétrault LLP (for Royal Gold Inc.)
GardaWorld’s $14 billion recapitalization
Langlois Lawyers LLP (for GardaWorld)
Osler, Hoskin & Harcourt LLP (for BC Partners)
Stikeman Elliott LLP (for HPS Investment Partners)
La Caisse’s $10 billion acquisition of Innergex Renewables
Blake, Cassels & Graydon LLP (for Investissement Québec)
Borden Ladner Gervais LLP (for The Toronto-Dominion Bank)
Fasken Martineau DuMoulin LLP (for La Caisse)
McCarthy Tétrault LLP (for Innergex)
Norton Rose Fulbright Canada LLP (for Innergex Renewable Energyboard of directors’ special committee)
Osler, Hoskin & Harcourt LLP (for Innergex management group)
Strathcona Resources’ hostile takeover bid and Cenovus Energy’s acquisition of MEG Energy
Blake, Cassels & Graydon LLP (for Strathcona Resources)
Borden Ladner Gervais LLP (for BMO Capital Markets)
Burnet, Duckworth & Palmer LLP (for MEG Energy)
Davies Ward Phillips & Vineberg LLP
Jensen Shawa Solomon Duguid Hawkes LLP
McCarthy Tétrault LLP (for Cenovus Energy)
Norton Rose Fulbright Canada LLP (for the special committee of MEG Energy)
Osler, Hoskin & Harcourt LLP (for RBC and Goldman Sachs)
Torys LLP (for Strathcona Resources special committee of independent directors)
Whitecap Resources’ $15 billion merger with Veren
Blake, Cassels & Graydon LLP (for Veren special committee)
Burnet, Duckworth & Palmer LLP (for Whitecap Resources)
Norton Rose Fulbright Canada LLP (for Veren)
Torys LLP (for Scotiabank)
Parkland Corporation’s $13 billion sale to Sunoco LP
McCarthy Tétrault LLP (for Parkland Corporation)
Norton Rose Fulbright Canada LLP (for Parkland Corporation)
Osler, Hoskin & Harcourt LLP (for BMO)
Stikeman Elliott LLP (for Sunoco)
Torys LLP (for the special committee of Parkland Corporation)